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Lead to Win Lead to Win Financing the Business July 30, 2009 Morning Chuck Colford, CEO – Congruance IT, Inc. Ken Charbonneau, CA, CPA - KPMG

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Lead to Win

Lead to Win

Financing the BusinessJuly 30, 2009 Morning

Chuck Colford, CEO – Congruance IT, Inc. Ken Charbonneau, CA, CPA - KPMG

Lead to WinSlide 2

Module Objectives

You will know about:• Types of instruments for financing• Sources of money• Money raising process• Pitching to investors• Deal parameters• Bootstrapping• Key Financing Principles

You will be able to:• Plan to finance your business• Understand dilution of ownership and control• Anticipate and appeal to investor needs• Know key benefits and pitfalls of various approaches• Better understand and manage your downside risks• Improve your prospects for closing good financing deals

What

Where

Who

How

When

Lead to WinSlide 3

Agenda

• Financing sources• Instruments for financing• Equity financing process• Your first equity transaction

– Exercise

• External Investors• Bootstrapping• Wrap Up

Lead to WinSlide 4

Financing Sources

• Founders, Family, Friends• Angel or Private Investors• Commercial Banks• Investment Banks & Boutiques• Governments• Venture Capital Firms (US, CDN, Intl)• Public Markets• Customers

Lead to WinSlide 5

Financing “Surrogates” – The Usual Suspects

• Factoring Boutiques– Payday advance for businesses– Cash now in exchange for discounted receivables

• Agents, Underwriters– Facilitators who will “help” you raise money – in

exchange for…

• Influence peddlers– Look like agents, but may just waste your time– Some may damage your credibility and impair you

• Criminals– Looking for creative ways to launder money– May destroy your credibility and reputation

Be careful – Not everyone is what they appear to be

Lead to WinSlide 6

Financing – Core Principle

ALL money comes with strings attached – Know what they are!

• Know who they obligate you to

• Know your downside (protect if possible)

• Understand what you are getting into

Lead to WinSlide 7

Source: Founders, Family, Friends

Core group

Value of commitment often greater than money

Instruments: Equity or Loans

For better or worse… Chose wisely

Pitfalls• Cash may be limited• There is a difference

between losing your shirt vs. all your shirts plus the closet they hang in.

• Consider impact if… (divorce of a spouse, founder fails to pull weight, or leaves…)

• Easy to protect downside (Shareholders agreement)

Benefits:• Already known (usually)• Aligned interests• Skin in the game• Significant support given• Relatively simple terms• Easy closing

Don’t forget - Spouses have skin in the game too

Lead to WinSlide 8

Source: Founders, Family, Friends

Easiest to find

Instruments: Equity or Loans

May not be the easiest to live with

Pitfalls• Funds may be limited,

but possibly sufficient• Consider their exit –

when will they need their money back

• Hard to protect downside– Possible severe long

term consequences– If the company fails or

you lose control – they may be hard to face

– May cost you family & friends

Benefits:• Already known – no hunt• Relationship to leverage• Aligns with your interests

– Not cross purpose

• Simple deal terms• Easy closing

Consider impact of subsequent financings on them

Lead to WinSlide 9

Source: Angel or Private Investors

Hard to find

Instruments: Equity or Loans

Angels deserve their name – If you go this route protect them downstream

Pitfalls• Finite cash - may be

insufficient• If you need many –

harder to herd eagles• Activist investors – some

may not be compatible• Endangered species –

many ravaged by VCs• Likely will NOT

participate in deals with downstream VC plans

• Lookout for surrogates (big talkers)

Benefits:• Opportunistic – may be

just the right sized deal• Can help with heavy

lifting – in the business and further financing

• Similar backgrounds – usually they are successful entrepreneurs

• Sources of support and counsel – not just money

Their experience & insight can be BIG help

Lead to WinSlide 10

Example – Why protection is needed

A common challenge “Concentration of Debt and Share Ownership:

The majority of the Company’s long term debt as well as the issued and outstanding common shares of the Company are held, owned or controlled by funds, subsidiaries or parties associated with Vengrowth Asset Management Inc. and Wellington Financial LP. As a result of this significant position of influence over most elements of the Company’s overall capital structure, these parties have the ability to elect all of the Company’s directors and to determine the outcome of most corporate actions requiring lender and shareholder approval irrespective of how other shareholders of the Company may vote.”

- Source: Google (Management’s Discussion & Analysis, Nexient Learning Inc., 2008)

Lead to WinSlide 11

Source: Commercial Banks

“A banker is someone who will loan you money – when you no longer need it” – Anon

Instruments: Debt

Pitfalls• Hard to get• Risk averse - Need

collateral to offset their risk– Receivables

– Assets purchased

• Loans can be called in

Benefits:• Easy to find• Lots of cash• Simple terms on deals• Good lines of credit as

your business ramps– Your business builds

credibility

– Money gets easier

A good banker can provide valuable referrals

Lead to WinSlide 12

Source: Financial Companies, Boutiques

Instruments: Debt, Equity or hybrids

Factoring

Preferential Debt (e.g. bridge loans)

Pitfalls• As specialists, they may

be running the table– terms may heavily

favour their side

• May have high costs– relative to the risk they

assume

– Can prey on desperation

Benefits:• Specialize in specific

types of transactions– well suited in certain

circumstances

• Often complex Terms and Conditions

Consider each on its own merit – with counsel

Lead to WinSlide 13

Source: Governments

Instruments: Cash, Tax Credits, Low (or No) interest loans

IRAP, SRED

EDC, NSERC R&D, GOA (PEMD), CED-CFCD, CLD, …

Pitfalls• Each process takes time

and has reporting demands– May be at odds with

normal business goals

– Look closely at strings

• A 50 cent dollar is still not free

• So many programs…– Must manage the

distractions and time demands on small team

Benefits:• Significant capital to

deploy• No dilution• Limited obligation to

repay grants• Low cost of cash• Everything from

feasibility studies to commercialization & beyond may qualify

• Transparent

Need to stay on target (Can’t chase everything)

Hire help to manage processes as required.

Lead to WinSlide 14

Source: Venture Capital Firms

Canadian, US, and Int’l have differences

Instruments:

Equity, Convertible Debt

Pitfalls• Want to exit, not own• Huge demands on time• Onerous Terms• Tranches• Poison follow-on deals• Cram downs • Tinkering (experience

mismatch, favours)• Burn & Churn - Founder

rollover, high burn rates• May panic prematurely• They may also be in

jeopardy

Benefits:• Good ones can help you

win - Go Big plays• Some have vast capital

reserves to deploy• Can help you go IPO• Can help you secure

loans• May have experience in

the space• Some have winning

track records – that repeat

All VCs are not equal - Is your Partner a partner?

Lead to WinSlide 15

Source: Equity Markets

IPO, TSX, NASDAQ, OTC, Pink Sheets

Capital Pool Company (CPC) - Reverse takeover transaction

Pitfalls• Too daunting for early

stage companies• Prospectus and

underwriting are complex

• Reporting burden (SarbOx, et.al.)

• Harsh audit, compliance & legal costs

• Many players – many middle men to feed

• CPC can put you in a fishbowl with little cash

• Surrogates abound

Benefits:• Lots of cash out there• Recipes are known

Mismatched for early stage companies

Lead to WinSlide 16

Source: Customers

Instruments:

Income (Invoices), Equity

Bootstrapping

Pitfalls• Pacing of growth less

than equity financings• Innovators Dilemma risk

– Hostage to established solution – vs disruptive solutions

– Getting off plan too far

• Scalability– Services ramp slower

than product

• Retention of IP ownership

Benefits:• Pay as you go• Validate business model• Endorsements• Retained earnings

– May pay dividends

• May be able to make strategic investments

• Referrals to more customers– Yes Virginia – There is

a Santa Clause

May be ideal – If your solution can get early wins

Lead to WinSlide 17

Source: Criminals

You are judged by the company you keep.

Pitfalls• Prey on your need• Often very well

disguised– Easy to fall victim

• May irreparably damage– the business and

– your reputation

• Downside protection:– Trust “spider senses”

– Reverse due-diligence

– Quality legal counsel, solid paperwork

Benefits:• Seemingly unlimited

supply of money– Unfortunately - it is

NOT good money.

Don’t be naïve – Don’t get burned

Lead to WinSlide 18

Agenda

• Financing sources• Instruments for financing• Equity financing process• Your first equity transaction

– Exercise

• External Investors• Bootstrapping• Wrap Up

Lead to WinSlide 19

Instruments for Financing Your Business

• Pure forms– Equity (Common and Preferred Shares)

• Money raised by selling a portion of ownership

– Debt (Loans)• Money raised by borrowing – obligation to repay

– Gifts (Grants, Incentives, Awards)• Seemingly “free” money

– Income (Revenue, Investment)• Sales, Investment Returns and Interest

• Hybrid forms– Convertible debentures– Factoring receivables or credits– Any blend of the above…

• (Barter – In lieu of Cash)

Raising Cash

Lead to Win

Equity - All equity is not equal

• Common Shares represent– Proportional ownership of a company– A residual claim to the earnings and assets of the

company– Entitlement of dividends– Voting rights

• Preferred Shares represent– Voting rights– Proportional ownership of a company– Priority claim on dissolution up to par value– Priority claim to dividends at a fixed rate– No voting rights unless otherwise specified

• VC’s typically vote preferred shares “on an as converted basis”

A permanent form of financing

Slide 20

Lead to Win

Debt - comes in many shapes & forms

Debentures• Bond or promissory note to pay a fixed sum• Not secured by a mortgage or a claim on a specific

asset• Supported by the general creditworthiness of the

borrower

Asset backed loans• Secured by a mortgage or claim on a specific asset• Capital and operating Leases

Revolving credit bank loans• An agreement to extend credit up to a predetermined

maximum

Unlike equity, repayment is required!

Slide 21

Lead to Win

Shares and debt are often convertible

Preferred shares• Risk reduction – priority claim• Improved ROI – fixed dividend• Vehicle for valuation ratchets

Debentures• Vehicle for bridge financing• Dodges valuation considerations

Converting shares and debt to common shares

Slide 22

Lead to Win

Other equity vehicles

Options & Warrants• Convey the right to buy common shares at a

specified price on or until a specified dateCan be used to• Incent employees and management• Provide “Sweeteners” to investors• Dilute founders

Equity may not be permanent when it is• Redeemable

– Can be repurchased and cancelled for cash or other consideration at the option of the issuer (i.e. the company)

• Retractable– Can be tendered for repayment and cancellation at

the option of the investor

Options & warrants - a right but not an obligation

Equity may not be permanent and look like debt

Slide 23

Lead to WinSlide 24

Agenda

• Financing sources• Instruments for financing• Equity financing process• Your first equity transaction

– Exercise

• External Investors• Bootstrapping• Wrap Up

Lead to WinSlide 25

Process is Important – Prepare & Plan

• Before you try to raise money:1. Founders need to align on approach

2. Corporate structure matches the approach above

3. Phases are distinct and may be financed differently• How much money do you need? Now? Later on?

4. Need a Business Plan summary

5. Need a Financing Plan

6. Create a Pitch (elevator speech + presentation)• Iterate as you learn

7. Sort out how to divide and conquer the work

• Warning:– Failure to properly address steps 1 & 2 above can be

severely debilitating, or even fatal

– Yet it is often overlooked…

One size does not fit all - Figure out what fits your business.

Don’t misfire – Usually get only 1 chance per prospect.

Lead to WinSlide 26

Your Corporate Structure is Important

• Enables how you inject money into business• Enables how money (and profits) get paid out• Enables who controls the business

– Voting rights– Board seats

• “The CEO serves at the pleasure of the Board”

– Captures and discloses any special rights

• Determines how boundary conditions will be resolved– Disputes– Departures– Changes of control

Getting money out

Calling the shots

Lead to WinSlide 27

Corporate Structure - Examples

• Taking the VC Route– CCPC Federal + US subsidiary (Delaware)– Enables Cdn VC to invest– Allows US VC to invest later and flip parent– Careful – VCs will want control as early as possible– Board will be more complex – multiple interests

• Taking a bootstrapping route– Can start with sole proprietorship early and flip– Incorporate federally or provincially– Different classes of shares for different players

• e.g. Founders, Spouses, Family Trusts

– Enables good use of dividend tax advantages and income splitting

– Small board (even sole Director) OK

One size does not fit all

Lead to WinSlide 28

Process is Important – “The Deal”

• After you have planned– execute the financing plan

• Raise Money:1. Make connections

2. Work the pipeline

3. Ask for money

4. Discuss the deal terms

5. Due diligence (Reverse due diligence)

6. Paper the agreement – Ts and Cs

7. Closing

8. Deposit the proceeds

9. Celebrate

Repeat as required

$$$ Leads

$

Lead to WinSlide 29

Your First Financing

Founders inject capital• Who will be the founders• Maybe only $10• Pure equity – can be

various classes• Founders agreement• Incorporation• Shareholders register

and Cap Table• Open bank account• Your first bank deposit• Celebrate

Get off to a good start

Many founders forget this round – and it haunts them later!

Recall the process:• Make connections• Work the pipeline• Ask for money• Discuss the deal terms• Due diligence (Reverse

due diligence)• Paper the agreement –

Ts and Cs• Closing• Deposit the proceeds• Celebrate

What Ts & Cs to consider?

Lead to WinSlide 30

Financing – Core Principle

Good paper is like a good parachute – It may not let you down gently, but it improves survival odds.

• Goal: To clearly agree on “what we all agree on”– Easier when everything is friendly and not stressed

– Everyone understands their rights and obligations

• Know up front what happens in the event of…– Death, Divorce, Failure of commitment, Change of

control, Resignations and Terminations

– Actually lowers stress when the rules are known

• Saves money on lawyers to sort it out later– reduces distractions at the “worst possible times”

Lead to WinSlide 31

Financing - Exercise

• How far along are you?– Show of hands– Poll the room

• 30 minutes - Breakout into groups of 8 or less– Handouts – Typical Ts & Cs for founders– Appoint a scribe– Discuss items – Are some more relevant? Why?

• 20 minutes – Return & Share– Key findings from each group– Class discussion

Review some typical shareholder agreement terms

Group discussion

Lead to WinSlide 32

Agenda

• Financing sources• Instruments for financing• Equity financing process• Your first equity transaction

– Exercise

• External Investors• Bootstrapping• Wrap Up

Lead to Win

Network to find investors

• Referrals– Not Cold-calling

– Consider:• Who is active in your space• Who can open doors• Who can assist with execution of the plan

• Manage money hunt just like sales– It is a pipeline

– Many leads will not pan out

– Allocate resources as probability increases

– Requires tracking and follow-up

– Ask for the money

Slide 33

"Referrer Trust Index”

Syndicate Lead

Portfolio Companies

Business Associates

Friends

Lead to Win

Develop a Simple Pitch – Sample Outline

The Team Introduce yourselves – and show depth of team

Customer’s Pain Who are they? What is their challenge?

The Market Size and growth of market; window of opportunity

Your Solution How you solve the customer’s pain?

Your IP Your technology or other unfair advantage

Business Model Pricing, margins, COGS, sensitivity

Go to Market Sales cycle, Value chain, channels or partners

Competitive Position Incumbent & emerging players; How you differentiate

Progress to Date Key achievements and future milestones

Financial Plan 1st year monthly, 5 year projection, cash management

Current Structure Previous deals; Valuation; Ownership (as relevant)

The Close What you are asking for; Use of Proceeds, Exit strategy.

Build interest in first 10 minutes or risk getting cut off.

Experience shows 12 charts is about max!

7-8 slides = 15-20 mins.

12 charts = 25-30 mins. You don’t need to tell them everything on first date.

Secure interest for a follow-on meeting.

Slide 34

Lead to Win

A real deal begins with a Term Sheet

• The “Show Me Yours And I’ll Show You Mine” stage– Asking for a Term Sheet vs. presenting one– Deal litmus for both sides

• Identifies key deal terms on a broad basis– Allocates risk– Allocates rewards– Allocates control– Establishes valuation expectations

• Don’t accept it on the spot– You need to understand it, negotiate, possibly say no

Slide 35

Lead to Win

Negotiation is a process of allocating risk & return – On both sides

Founders’ incentives

Valuing the company

Control decision making

Investor downside protection

DEAL TERMS

Slide 36

Lead to Win

All deal terms must be considered

Provisions to align founder’s incentives:• Performance and forfeiture

provisions• Stock options/grants • Vesting schedules

Provisions to control decision making (veto rights):• Board rights• Super-majority rights• Addition of management team• Terms of employment contract

(e.g. buyback provisions, non-compete clauses etc.)

Slide 37

Provisions to protect investor financial downside:• Staging capital infusions

(tranches)• Anti-dilution provisions• Liquidation preferences • Put rights• Automatic conversion• Piggyback rights• Demand rights

Other Provisions• Valuation• Who bears legal costs• Timeframes• Corporate Structure Changes

Lead to WinSlide 38

Valuation

Striking a valuation (or share price):• Is much easier before you get too far in

– Founders by in cheap– …but pay for it with sweat & risk

• By proxy– Whatever is a reasonable value for a similar

company in a similar business at a similar stage

• By negotiation– Discounted cash flows, Milestones achieved – Whatever you can agree on with an investor

• By 3rd party– Valuation assessment can be expensive

• Put off until later– Convertible debenture – flip to equity later on

Building value raises the price – Job #1

Unless you get crammed down

Or fail to execute

Lead to WinSlide 39

Valuation – Core Principle

Marcus L. Crassus –

The first VC?

Valuations are higher when you are not desperate.

In Julius Caesar’s Rome, "the fire department" was a group of slaves, carrying around advanced (at that time) pumps. Roman fires tended to be very violent and widespread, so the slaves were naturally slow to respond, thereby enhancing their own safety. As a result, there was a lack of effective firefighting.

One clever businessman, Marcus Licinius Crassus, created a private fire department. He and his slaves would go to a burning house and if he believed the building was worth saving, he would attempt to buy it from the distraught owner at a huge discount. As the building continued to burn, he would offer less and less money. As soon as the owner relented to sell to Crassus, his slaves would put out the fire, subsequently repairing and reselling the property.

Crassus made a fortune with this approach, which has been adapted with success to the present day.

Lead to Win

Be prepared for due diligence

• Fact checking and so much more• Due diligence begins with the first meeting & never ends• Reverse Due Diligence – Check out your investors – talk

to some of their other investees• Rep’s and Warrantee's may be required – Use good

counsel

Tips• Be prepared with documents and references• Don’t burn out your references – Wait until you are well

along with an investor• Push the process, don’t be pulled• Remember buyer behaviour – Cognitive dissonance• Don’t lose credibility – it’s better to tell them than for them

to find out

Slide 40

Lead to Win

Closing

Term Sheet forms basis of definitive agreements:– Subscription Agreement– Shareholders Agreement– Management Contracts

– Term Sheet may have evolved/devolved

Tips– Ensure professional advisors understand the process– Proactively manage the process until the end

Slide 41

Lead to WinSlide 42

Financing – Core Principle

A deal is not done until the money transfers!

• Many things can go wrong – some big, some small.– They can go wrong at any time – including at the

last moment.

• Wait for the cash to hit the bank before considering the deal done.

Lead to WinSlide 43

Investment Landscape and Ecosystem

Canadian VC poorest performing asset class– 10 Year returns of entire asset class 2%, since inception 0%

• Underperformed index: 9.8% for Canadian small cap index; • US VC rate of return is 18.3% over the 10 year period.

– Survivorship bias actually shows performance is actually worse; 13 of 20 LSVCC funds no longer active (1998-2007)

– Labour sponsored funds raised $907M in 2006, but fell to $532 by 2008

Cram Down VC financings have crushed angels– Many private investors will not invest in startups

• That need follow-on VC• Fear of technology companies (since VC is typically needed)

Ecosystem now has a gap – VCs need companies matured to a stage that angels funded

Cdn VC fund raising down

US VCs much more viable

Technology Development & Demonstration

Product Commercialization &

Market Entry

Market Development & Sales Volume Ramp

Founders

Banks, Markets

VCs

Angels

$ $$ $$$

Lead to Win

Canadian Labour Sponsored VC Performance

Source: 2008-02-16 Globe & Mail – “The ugly truth about Labour Sponsored Funds”

Slide 44

Lead to Win

Venture Capital in Ottawa

• $1.26 Billion in 2000 down to $130 Million last year• Investment bias - mainly to follow on rounds• Ottawa’s investment falloff worse than national results• If you need VC – You should plan to look south for it

Slide 45

Lead to WinSlide 46

Agenda

• Financing sources• Instruments for financing• Equity financing process• Your first equity transaction

– Exercise

• External Investors• Bootstrapping• Wrap Up

Lead to Win

What do these companies have in common?

Slide 47

Lead to Win

Bootstrap…the definition

• A strap that is looped and sewn to a boot for pulling it on

• A means of financing a company through the creative acquisition and use of resources without raising cash from independent investors

• A process that is self-initiating and self-sustaining

Slide 48

Lead to Win

Bootstrap versus Big Money

Bootstrap Big Money

Cash Earn it Other peoplesInitial focus Customer ExitProduct Incremental Fully featuredMarkets Niche $1BStructure Fluid RigidTime horizon Near term Long termMedia Low HighPersonal sacrifice High Low

Slide 49

Lead to Win

Advantages

• It forces you to concentrate on selling to bring cash into the business

• Lessens the need for cash, minimizes expenses

• Avoid the problems of raising too much money

• Founders retain greater authority, control and flexibility

• Equity is expensive especially at startup• Positions the company for external financing

in the future

Slide 50

Lead to Win

Disadvantages

• May not generate enough cash to grow at the desired rate

• Limits potential sales, market share and overall competitive position

• Provides insufficient support for high growth and capital intensive businesses

Slide 51

Lead to Win

Strategies for success

• Get operational quickly• Go find a customer• Forget about the crack team• Keep growth in check• Focus on cash• Form alliances

Slide 52

Lead to Win

Get operational quickly

• Get up and running rather than waiting for the home run

• Look for cash generating products or services, i.e. sell your brain!

• Take on opportunities that might not be part of the “strategic plan”

• A business that is making money builds credibility

Slide 53

Lead to Win

Go find a customer

• Reach out to customers from day one• Get out and sell before the product is

ready• Use personal passion and

salesmanship to substitute for big marketing budgets

• Offer products with tangible advantages over competitors

Slide 54

Lead to Win

Forget about the crack team

• Reliance on inexperienced people is common

• To learn faster, ask for help• Learn from mistakes

Slide 55

Lead to Win

Keep growth in check

• Expand at a rate that you can control• Manage within your financial means• Facilitates development of management

skills under less pressure• First-mover advantages are often short-

lived• Keep your finger on the pulse of

performance

Slide 56

Lead to Win

Focus on cash

• Cash is king – not profits, market share or other metrics

• Create healthy margins from day one• Say no to loss making strategies to

build market share or a customer base• Understand cash flow – cash position,

monthly burn, timeline

$

Slide 57

Lead to Win

Form alliances for

• Market penetration• Sales/marketing channels• Product credibility• Joint bidding on projects• Accelerate time to market• Geographic expansion• Business experience• Enhance company status

Slide 58

Lead to Win

Bootstrapping methods have various levels of value potential and application

• Customers:• Ask customers to prepay fees or provide

advances• Get customers to fund customization

work (and let you own the IP)• Deliver invoices with the goods, pay

attention to collections• Don’t do business with dead beats and

dreamers• Market with no money – website, biz

cards, tradeshows, cold calls

Slide 59

Lead to Win

Bootstrapping methods have various levels of value potential and application

• Suppliers:• Ask for credit• Deal with service providers for low rates• Make use of below market rent space• Barter your products or services• Don’t abuse them

Slide 60

Lead to Win

Bootstrapping methods have various levels of value potential and application

• Your team:• Forgo, reduce or delay compensation

(sweat equity)• Employ relatives and friends at below

market salaries• Look for volunteers and co-op students• Hire part-time networks not full-time

staff• Pay with stock or stock options• Work from home

Slide 61

Lead to Win

Bootstrapping methods have various levels of value potential and application

• You:• Use personal savings, credit cards and

loans• Forgo, reduce or delay compensation

(sweat equity)• Work from home• Develop product at night and weekends

while working elsewhere• Wear lots of hats

Slide 62

Lead to WinSlide 63

Financing – Core Principle

“Every dollar you save is one less you need to raise”

• Actually it is often > $1 per dollar saved– All money does not have equal cost– Valuation changes and dilution multiplies the

impact of early savings

• Seems obvious, but routinely not practiced.– Especially by so called “Smart money”

• Truly Smart money – avoids being wasted.

Avoid burning cash unnecessarily

Lead to Win

Cash Conserving Tips

• Be Thrifty– Compensate with Stock/Options– Use Co-op Students– Services in kind– Say NO to company credit cards– Use payroll provider– Share premises with others– Priceline.com

• Receivables– Invoice when product is delivered– Add late payment penalties– Factoring

• Payables– Negotiate extended payment to

suppliers– Make prompt payment only when

meaningful discounts apply

• Capital Expenditures– Borrow from another business– Buy used equipment– Consider leasing capital equipment

• Capital Structure– Convert debt into equity– Shop around to minimize cost of debt

• Leverage Government Programs– Elect to file GST monthly– Take full advantage of Investment Tax

Credits (ITCs)– Exploit government hiring support

initiatives

• Build positive banking relationship– You may need a friend if the cash gets

tight

Slide 64

Lead to WinSlide 65

Agenda

• Financing sources• Instruments for financing• Equity financing process• Your first equity transaction

– Exercise

• External Investors• Bootstrapping• Wrap Up

Lead to WinSlide 66

Wrap

• We have scratched the surface– You will learn as you go if you pay attention

• Don’t be intimidated– Lots of people less skilled have succeeded– Perseverance is the key ingredient– You are in select group – 2002 class beat the odds

• Don’t let your assumptions go unchecked– Get help when you need it– Help each other– Call on us

• The rules of the game continue to evolve– We are all still learning

Good luck – And Thank-you